All matters listed under Consent Items have been distributed to each member of the Commission for reading and study, are considered to be routine, and will be enacted by one motion of the Commission with no separate discussion. If separate discussion is desired, that item may be removed from the Consent Items and placed under Action Items by request.

Minutes of the regular public meeting and executive session of November 13, 2008; the special meeting of November 18, 2008; and the special meeting and executive session of December 2, 2008.

Payment of checks #7825 through #7863 and #57973 through #57979 and #57992 through #58054 from the General Fund for $322,201.89; #57992 through #58054 from the Construction Fund for $61,346.84 and the payment of payroll taxes for $18,696.40.

Payment of checks #7864 through #7898 and #58055 through #58060 and #58079 through #58180 from the General Fund for $339,597.17; #58061 through #58078 from the Construction Fund for $386,712.69 and the payment of payroll taxes for $17,490.60.

3. Fund Transfer Resolutions:

Resolution 2008-84 monthly transfer to the General Fund: $46,879.61 from the Airport Fund; $168,989.37 from the Harbor Fund; $41,730.74 from the Airport-Industrial Development Fund; and $42,675.70 from the SEED Fund.

Resolution 2008-85 transferring $83,000 from the General Fund to the Harbor Fund.

Resolution 2008-86 transferring $5,064.63 from the General Fund to the GO Bond 2006 Fund.

Resolution 2008-87 transferring $447,259.17 from the IDD Levy Fund to the Construction Fund.

4. Resolution 2008-88 revising the Port’s Personnel Manual

Citizen Comments: Open to the public for comment on subjects not listed on the agenda. Speakers are asked to keep their comments to less than 3 minutes. Please feel free to submit further comments in writing.

Action Items

Consideration of Resolution 2008-83 revising the schedule to conduct public meetings. For approval by motion and signature.

Consideration of final acceptance of the contract with American Construction for the Bremerton Marina Expansion project. For approval by motion.

Consideration of Consent to Assignment between Tracy Family Revocable Trust and Kitsap Bank. For approval by motion and signature.

Sign Documents

Staff/Commission Reports

Citizen Comments

Adjournment

Regular business and other meetings that may be attended by members of the Board

Date

Time

Meeting

12/16

12 noon

Employee Holiday Potluck

12/16

5:00 pm

Regular Business Meeting in the Board’s Conference Room

12/25

Christmas Day – All Port Offices Closed

1/1/09

New Year’s Day – All Port Offices Closed

Meetings are subject to change or cancellation

Minutes

Minutes:

President Kincer called the meeting of the Board of Commissioners, Port of Bremerton, to order at 4:30 p.m., December 16, 2008, and immediately recessed into executive session to discuss real estate and personnel issues pursuant to the provisions of RCW 42.30.110 (b) and (g). Regular session was reconvened at 5:05 p.m., followed by the flag salute.

Ginger Waye, Executive Assistant, discussed staff’s research for revising the commission meeting structure to allow for broadcasting regular meetings and adding study sessions. The option to use the Norm Dicks Government Center main meeting chamber was recommended as that facility is fully-equipped for audio-visual presentation, recording, and broadcasting with Bremerton Kitsap Access Television (BKAT) and is available for Port-use at no charge. This presents a one-time cost savings to the port in eliminating an expensive room remodel, audio/visual upgrades (approximately $70,000); and a yearly BKAT production cost savings of $8,550. Charlene Burnette, BKAT, detailed BKAT services. It was noted that in order to accommodate the schedule of the meeting chambers, the Port’s meeting times would change to the first meeting of the month being held at 10:00 a.m. and the second at 7:00 p.m. This is reverse of the current meeting times. It was recommended that study sessions be held separate from the regular business meetings in the Port’s conference room. Commission Mahan stated he would prefer to see study sessions held prior to the regular business meetings. After discussion, it was determined to hold study session on an “as-required” basis 1.5 hours prior to the regular business meetings at the Government Center. There was further discussion regarding logistics of having the meetings off-site from Port facilities. It was determined to review this meeting structure after six months.

Ginger Wayepresented the COPP committee revision recommendations. A large portion of the revisions were “readability” issues or items that the Port is already addressing. One of the major revisions included the addition of “publishing a quarterly financial report on the website or alternative methods.” Becky Swanson, CFO, stated concern with that recommendation because it is open-ended and can be interpreted in many different ways. There was board discussion regarding this item and it was determined to add language to the revision to include “as determined by the Commission.” John Hanson, committee chair, pointed out other recommended revisions to the policy and there was discussion regarding those recommendations. The future role of this and/or other citizen committees was also discussed. A final version of the revised policy will be presented to the Commission for approval at a future regular business meeting.

Study Session Item #C – Port Legislative Package

Commissioner Mahan presented two items he would like to see included in the Port’s legislative package for 2009. 1) Support for an algae-based biofuels project that would like to locate in a portion of the SEED area; 2) Support for West Sound Technology Association’s proposal to create an industry skills panel targeting high technology. He suggested that other legislative issues be put on the table so the Board can decide with one voice what to include in the package. After discussion, it was determined to have Gordon Walgren present a list of possible items at the next regular business meeting and the Board will make a decision on each individual item.

CONSENT ITEMS:

Commissioner Mahan moved to approve the Consent Items as presented. Commissioner Stokes seconded, and the motion carried unanimously.

Ginger Waye presented Resolution 2008-83 outlining the schedule and location for Port public meetings to begin in January 2009 as discussed during the study session portion of this meeting. Meetings will be held in the Norm Dicks Government Center main meeting chambers; will continue to be on the second and fourth Tuesdays of the month with the first meeting to begin at 10:00 a.m. and second meeting at 7:00 p.m.; and study sessions will be held on an “as-required” basis prior to the regular business meeting.

Commissioner Mahan moved to approve Resolution 2008-83 revising the schedule and location to conduct public meetings with a 6-month review to be held to determine the effectiveness of this schedule. Commissioner Stokes seconded and the motion carried unanimously.

Action Item #2 – Final acceptance of the contract with American Construction for the Bremerton Marina Expansion project.

Steve Slaton, Director of Marine Facilities, stated that the Port contracted with American Construction Company (ACC) to construct and install the Bremerton Marina expansion for the initial contract price of $14,557,000. ACC has completed the contract work satisfactorily and the project has been formally accepted by the Engineer of Record as meeting design specifications. Authorized change orders for this project were detailed with a final authorized cost at $15,361,129 and after a project cost escalation of $390,992 (2.5% of authorized cost), the total project cost was $15,752,121.

Commissioner Mahan moved to accept the contract with American Construction Company to construct and install the Bremerton Marina expansion as satisfactorily complete. Commissioner Stokes seconded.

Clarke Coulter, citizen, commended Steve Slaton for doing such an excellent job with this project and for doing so much more than his job as marina manager requires.

Question was called and the motion to accept the contract with American Construction Company to construct and install the Bremerton Marina expansion as satisfactorily complete carried unanimously.

Tim Thomson, Chief Operating Officer, explained that Kitsap Bank is refinancing a debt between the Tracy Family Revocable Trust and SaTraP LLC on the building built by SaTraP and leased to the Port on land leased from the Port. The Tracy Family Revocable Trust was assigned the SaTraP LLC land lease on October 13, 2008. The bank is requesting a lessor’s consent and agreement for security purposes.

Commissioner Stokes moved to approve the Tracy Family Revocable Trust Lessor’s Consent and Agreement to allow for the assignment of the lessee’s interest to Kitsap Bank for security purposes. Commissioner Mahan seconded and the motion carried unanimously.

Commissioner Mahan stated that the idea of the Port moving toward an enterprise fund surfaced during the budget process and in order to be able to do that, the Port needs to pay attention to three items: 1) make sure properties are leased at market rate and achieve a return on that investment; 2) expand operations and develop Port property that is not currently providing income; and 3) look at how Port money is spent because if it does not create value, it is not in the Port’s best interest to spend it. He said he feels one area in which money can be saved is by directing all legal services through the Port attorney.

Commissioner Mahan moved to eliminate any personal service contracts with other attorneys and direct all legal action through the Port Attorney. Commissioner Kincer seconded.

Commissioner Kincer stated confusion on what was being requested and asked Mr. Walgren whether as general counsel he currently refers/suggests outside counsel if specific expertise is needed. Mr. Walgren responded that has been done in the past.

Commissioner Mahan stated that the Port is currently in a situation where it has a Seattle lawyer that he does not believe is needed any longer and there are other attorneys in Kitsap County that could provide those services. Commissioner Kincer responded that the Seattle law firm has expertise in annexation. There was further discussion between the Board regarding legal service personal contracts.

Commissioner Stokes moved to table this item until the next meeting. Commissioner Kincer seconded and the motion carried. Yes: Stokes; Kincer No: Mahan

STAFF/COMMISSION REPORTS:

Ken Attebery remarked on his upcoming retirement and thanked the Commission and the five other Commissioners he worked with in the past. He stated his decision to retire is bittersweet as he will miss working at the Port, but is looking forward to spending time with his family. He stated it is visionary Commissioners and exceptional staff that he is leaving and without that talent on both sides, he would not have had the success he feels he’s had. He is looking forward to the possibility of consulting with the Port in the future. Commissioner Kincer remarked that is has been an absolute pleasure knowing Mr. Attebery and wishes that great things will come his way during retirement. She stated the Board wishes him all the best.

Tim Thomson reported that the Port is ready to issue a Request for Qualifications (RFQ) for a project manager in further development of the SEED incubator. There was discussion about whether to use an RFQ versus a Request for Proposals (RFP) to enable getting the benefit of knowing what will be charged. It was decided to use the RFQ process to narrow the field to three companies and then request those three provide a firm price proposal for a specific scope. Mr. Thomson also spoke to Mr. Attebery stating that it has been an extreme delight and pleasure working for him and his integrity has been an inspiration to us all. He commented that Mr. Attebery has always been very approachable and understanding and will be missed. He wished the best for Mr. Attebery and his family in the next chapter of their lives.

Commissioner Mahan reported on the events and meetings he recently attended:

President Advisory Council for Olympic College

Kitsap Regional Coordinating Council Executive Board

Presentation on base consolidation between Fort Lewis and McChord Air Force Base.

Committee meetings for Kitsap Economic Development Alliance

Met with Representative-Elect Finn and Representative Seaquist regarding the algae based biodiesel project.

Clarke Coulter, Bremerton Pilots Association (BPA), reported on BPA’s annual Christmas Party stating that approximately $7,000 was taken in from the live and silent auctions held during the event. He stated his appreciation for the Port’s participation.

President Kincer recessed the meeting back into executive session at 7:35 p.m. to discuss personnel issues pursuant to the provisions of RCW 42.30.110(1)(g) with expected adjournment at 8:05 p.m.

President Kincer reconvened and adjourned the public meeting at 8:05 p.m.